0001564590-17-010759 Sample Contracts

RESOLUTE ENERGY CORPORATION
Purchase Agreement • May 12th, 2017 • Resolute Energy Corp • Crude petroleum & natural gas • New York

Resolute Energy Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the initial purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representative (the “Representative”), $125,000,000 aggregate principal amount of its 8.50% Senior Notes due 2020 (the “Notes”). In the event that only one Initial Purchaser is listed in Schedule 1 hereto, any references to the “Initial Purchasers” shall be deemed to refer to the sole Initial Purchaser in the singular form listed in such Schedule 1.

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 12th, 2017 • Resolute Energy Corp • Crude petroleum & natural gas • New York

This REGISTRATION RIGHTS AGREEMENT, dated May 12, 2017 (this “Agreement”), is entered into by and among Resolute Energy Corporation, a Delaware corporation (the “Company”), the guarantors listed in Schedule 1 hereto (the “Initial Guarantors”), and BMO Capital Markets Corp. (“BMO”) and Goldman Sachs & Co. LLC (“GS” and, together with BMO, the “Initial Purchasers”).

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